Trio Petroleum Corp (TPET)

[FACT-MASTER]

TPET Nov.3/23: https://www.sec.gov/ix?doc=/Archives/edgar/data/1898766/000149315223039321/forms-1.htm

Reference - Page 10

The Offering



Common Stock offered by the Selling Stockholders Up to 11,428,572 shares of Common Stock issuable upon conversion of the Note; Up to 1,733,404 shares of Common Stock issuable upon exercise of the Common Warrant; and Up to 83,333 shares of Common Stock issuable upon exercise of the Placement Agent Warrant.

Shares of Common Stock outstanding after the completion of this offering 43,840,029 shares (1)

Use of proceeds We will not receive any proceeds from the resale or other disposition of the shares of Common Stock by the Selling Stockholders. However, we will receive the proceeds of any cash exercise of the Warrants. We intend to use the net proceeds from any cash exercise of the Warrants for working capital and general corporate purposes. See “Use of Proceeds.”

Risk factors You should read the section titled “Risk Factors” beginning on page 12 and the other information included in this prospectus for a discussion of factors you should consider carefully before deciding to invest in our Common Stock.

Dividend policy We do not currently pay dividends and we do not anticipate declaring or paying any dividends for the foreseeable future.

Market for Common Stock Our Common Stock is listed on NYSE American under the symbol “TPET.” On October 31, 2023, the last reported sale price of our Common Stock was $0.53 per share.


(1) The number of shares of our Common Stock to be outstanding after this offering is based on 30,594,720 shares of our Common Stock outstanding as of October 31, 2023 and assumes full conversion of the Note, at a conversion rate equal to the floor price of $0.35, full exercise of the Warrants and registration of 200% of the shares of Common Stock convertible under the Note and the Common Warrant.